What to do when your outsourcer is acquired

06.07.2006

"What customers want to hear is whether the acquirer will continue to grow the product or just wants the cash flow," Scheuble said. "They want to hear the business strategy."

This can be difficult if your provider can't or won't tell you who the potential buyers are. That's what happened to Maria Richards, director of IT at Trex Co., a manufacturer of alternative decking materials in Winchester, Va.

In 2003, Richards knew that the ASP that Trex used for its ERP system was for sale, but she felt pretty secure, knowing her contract contained several protections. For instance, her provider was required to give her advance notice of a sale, and Trex could opt out of the contract in the event of an acquisition.

Richards had also stipulated that Trex's application run independently of other systems so it could be extricated if she transitioned to another provider. Finally, she had arranged a depreciation schedule for the equipment that hosted the application in case Trex needed to buy it back.

But there was one thing Richards didn't bargain on: the difficulty of doing due diligence on the buyer when you don't know who it is. "We knew they had three [companies] looking at them, but we didn't know who they were," she said. "And there was nothing in the contract that said they had to tell us."